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Published: 2025-02-12 16:07:24 ET
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EX-99.1 2 a2024-q4_ex991.htm EX-99.1 Document
Exhibit 99.1
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Dutch Bros Inc. Reports Fourth Quarter and Fiscal Year 2024 Financial Results

Achieves 35% Year-Over-Year Revenue Growth in the Fourth Quarter
Delivers 6.9% system and 9.5% company-operated Same Shop Sales Growth in the Fourth Quarter
Provides Initial 2025 Guidance

GRANTS PASS, Ore. - February 12, 2025 - Dutch Bros Inc. (NYSE: BROS; “Dutch Bros” or the “Company”), one of the fastest-growing brands in the quick service beverage industry in the United States by location count, today reported financial results for the fourth quarter and year ended December 31, 2024.
Christine Barone, Chief Executive Officer and President of Dutch Bros, stated, “We delivered exceptional performance in the fourth quarter as we ended 2024 on a high note. In the quarter, we drove an impressive 35% revenue growth and system same shop sales growth of 6.9%. We believe our brand is resonating with customers, as we delivered 2.3% system same shop transaction growth, the largest year-over-year increase in over two years.”
Barone continued, “Our efforts to develop our foundational transaction drivers - innovation, paid media, and our Dutch Rewards loyalty program - are working. We believe these efforts are contributing to current momentum and that there is considerable runway for further growth. Additionally, we see a clear path forward with multi-year transaction driving initiatives that layer on top of this foundation with opportunity to unlock throughput and ramp mobile order in 2025. In 2026 and beyond, we are excited about opportunities with expanding our food offerings.”
Fourth Quarter 2024 Highlights
Opened 32 new shops, 25 of which were company-operated, across 11 states.
Total revenues grew 34.9% to $342.8 million as compared to $254.1 million in the same period of 2023.
System same shop sales1 and transactions increased 6.9% and 2.3%, respectively, relative to the same period in 2023. Company-operated same shop sales1 and transactions increased 9.5% and 5.2%, respectively, relative to the same period of 2023.
Company-operated shop revenues increased 38.2% to $314.2 million, as compared to $227.4 million in the same period of 2023.
Company-operated shop gross profit was $67.3 million as compared to $42.3 million in the same period of 2023. In the fourth quarter of 2024, company-operated shop gross margin, which includes 110 bps of pre-opening costs, was 21.4%, a year-over-year increase of 280 bps.
Company-operated shop contribution2, a non-GAAP financial measure, grew 50.8% to $90.9 million as compared to $60.2 million in the same period of 2023. In the fourth quarter of 2024, company-operated shop contribution margin, which includes 110 bps of pre-opening costs, was 28.9%, a year-over-year increase of 240 bps.

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Selling, general, and administrative expenses were $72.2 million (21.1% of revenue) as compared to $56.9 million (22.4% of revenue) in the same period of 2023.
Adjusted selling, general, and administrative expenses2, a non-GAAP financial measure, were $64.4 million (18.8% of revenue) as compared to $43.8 million (17.2% of revenue) in the same period of 2023.
Net income was $6.4 million as compared to a net loss of $3.8 million in the same period of 2023.
Adjusted EBITDA2, a non-GAAP financial measure, grew 41.2% to $48.8 million as compared to $34.6 million in the same period of 2023.
Adjusted net income2, a non-GAAP financial measure, was $12.5 million as compared to $7.4 million in the same period of 2023.
Net income (loss) per share of Class A and Class D common stock - diluted was $0.03 as compared to $(0.02) per share in the same period of 2023.
Adjusted net income per fully exchanged share of diluted common stock2, a non-GAAP financial measure, was $0.07 as compared to $0.04 in the same period of 2023.
Full Year 2024 Highlights:
Opened 151 new shops, 128 of which were company-operated, across 18 states.
Total revenues grew 32.6% to $1.28 billion as compared to $965.8 million in 2023.
System same shop sales1 increased 5.3% and transactions decreased 0.1% compared to 2023. Company-operated same shop sales and transactions increased 6.8% and 1.5%, respectively, compared to 2023.
Company-operated shop revenues increased 35.9% to $1.17 billion, as compared to $857.9 million in 2023.
Company-operated shop gross profit was $260.0 million as compared to $180.2 million in 2023. In 2024, company-operated shop gross margin, which includes 130 bps of pre-opening costs, improved to 22.3%, a year-over-year increase of 130 bps.
Company-operated shop contribution2, a non-GAAP financial measure, grew 43.1% to $346.8 million as compared to $242.3 million in 2023. In 2024, company-operated shop contribution margin, which includes 130 bps of pre-opening costs, improved to 29.7%, a year-over-year increase of 150 bps.
Selling, general, and administrative expenses were $234.0 million (18.3% of revenue) as compared to $205.1 million (21.2% of revenue) in 2023.
Adjusted selling, general, and administrative expenses2, a non-GAAP financial measure, were $202.7 million (15.8% of revenue) as compared to $159.1 million4 (16.5% of revenue) in 2023.
Net income was $66.5 million as compared to $10.0 million in 2023.
Adjusted EBITDA2, a non-GAAP financial measure, increased 43.9% to $230.3 million as compared to $160.1 million in 2023.
Adjusted net income2, a non-GAAP financial measure, was $87.8 million as compared to $50.2 million in 2023.
Net income per share of Class A and Class D common stock - diluted was $0.34 as compared to $0.03 in 2023.
Adjusted net income per fully exchanged share of common stock2, a non-GAAP financial measure, was $0.49 as compared to $0.30 in 2023.

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Initial 2025 Guidance
Total revenues are estimated to be between $1.555 billion and $1.575 billion.
Total system shop openings in 2025 are estimated to be at least 160. Capital expenditures are estimated to be between $240 million to $260 million.
Same shop sales1 growth for 2025 is estimated to be in the range of 2% to 4%.
Adjusted EBITDA3 is estimated to be between $265 million and $275 million, which assumes the impact of elevated coffee costs, partially offset by approximately 80 basis points of Adjusted SG&A leverage year-over-year.
_________________
1    Same shop sales is defined in the section “Select Financial Metrics”.
2    Reconciliation of U.S. GAAP to non-GAAP results is provided in the section “Non-GAAP Financial Measures”.
3    We have not reconciled guidance for Adjusted EBITDA or Adjusted SG&A to the corresponding U.S. GAAP financial measure because we do not provide guidance for the various reconciling items. We are unable to provide guidance for these reconciling items because we cannot determine their probable significance, as certain items are outside of our control and cannot be reasonably predicted due to the fact that these items could vary significantly from period to period. Accordingly, reconciliation to the corresponding U.S. GAAP financial measure is not available without unreasonable effort.
Conference Call and Webcast Today
Christine Barone, Chief Executive Officer and President, and Josh Guenser, Chief Financial Officer, will host a conference call and webcast today at 5:00 p.m. Eastern Time (ET) to discuss financial results for the fourth quarter and year ended December 31, 2024.
Event: Fourth Quarter 2024 Conference Call and Webcast
Date: Wednesday, February 12, 2025
Time: 5:00 p.m. ET
Dial In: 1-201-493-6779
Webcast: https://investors.dutchbros.com under “Events & Presentations”.
The webcast will be archived shortly after the conference call has concluded. We will also publish earnings presentation slides related to these financial results on our website https://investors.dutchbros.com under “Events & Presentations”.

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About Dutch Bros Inc.
Dutch Bros Inc. (NYSE: BROS) is a high growth operator and franchisor of drive-thru shops that focus on serving high QUALITY, hand-crafted beverages with unparalleled SPEED and superior SERVICE. Founded in 1992 by brothers Dane and Travis Boersma, Dutch Bros began with a double-head espresso machine and a pushcart in Grants Pass, Oregon. While espresso-based beverages are still at the core of what we do, Dutch Bros now offers a wide variety of unique, customizable cold and hot beverages that delight a broad array of customers. We believe Dutch Bros is more than just the products we serve—we are dedicated to making a massive difference in the lives of our employees, customers and communities. This combination of hand-crafted and high-quality beverages, our unique drive-thru experience and our community-driven, people-first culture has allowed us to successfully open new shops and continue to share the “Dutch Luv” at 982 locations across 18 states as of December 31, 2024.
To learn more about Dutch Bros, visit www.dutchbros.com, follow Dutch Bros Coffee on Instagram, Facebook, X, and TikTok, and download the Dutch Bros app to earn points and score rewards!
Dutch Bros, our Windmill logo (toc1a.jpg), Dutch Bros Rebel, and our other registered and common law trade names, trademarks and service marks are the property of Dutch Bros Inc. All other trademarks, trade names and service marks appearing in this Earnings Release are the property of their respective owners. Solely for convenience, the trademarks and trade names in this Earnings Release may be referred to without the ® and ™ symbols, but such references should not be construed as any indicator that their respective owners will not assert their rights thereto.
Forward-Looking Statements
In addition to historical information, this release contains a number of “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, the success of Dutch Bros’ mobile order capabilities and expansion of such capabilities, continued transaction volume growth from the Dutch Rewards loyalty program, Dutch Bros’ ability to successfully expand its food offerings, estimated capital expenditures, Dutch Bros’ possible or assumed future results of operations, including guidance for 2025, new shop openings, business strategies, and potential growth opportunities. These statements are based on Dutch Bros’ current expectations and beliefs, as well as a number of assumptions concerning future events. When used in this press release, the words “estimates,” “project,” “expects,” “should,” “guidance,” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. Such forward-looking statements are subject to known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside Dutch Bros’ control that could cause actual results to differ materially from the results discussed in the forward-looking statements, including those related to increased customer use of Dutch Bros’ mobile order capabilities and the Dutch Rewards loyalty program, general economic conditions, commodity inflation, increased labor costs, disruptions in our supply chain, ability to hire and retain employees, the availability of suitable new shop sites and our ability to negotiate acceptable agreements regarding the new shop sites, and other risks, including those described under the heading “Risk Factors” in our Quarterly Report on Form 10-Q for the quarter ended September 30, 2024 filed with the SEC on November 7, 2024, and in our future reports to be filed with the SEC, including our Annual Report on Form 10-K for the year ended December 31, 2024. Forward-looking statements contained in this press release are made as of this date, and Dutch Bros undertakes no duty to update such information except as required under applicable law.


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DUTCH BROS INC.
Condensed Consolidated Statements of Operations
Three Months Ended
December 31,
Year Ended
December 31,
(in thousands, except per share amounts; unaudited)2024202320242023
Revenues
Company-operated shops$314,182 $227,351 $1,165,830 $857,939 
Franchising and other28,604 26,772 115,185 107,837 
Total revenues342,786 254,123 1,281,015 965,776 
Costs and Expenses
Cost of sales254,838 194,998 940,886 714,480 
Selling, general and administrative72,170 56,946 234,036 205,074 
Total costs and expenses327,008 251,944 1,174,922 919,554 
Income from operations
15,778 2,179 106,093 46,222 
Other expense
Interest expense, net(6,761)(6,052)(27,020)(32,321)
Other income (expense), net(1,545)812 5,812 3,018 
Total other expense(8,306)(5,240)(21,208)(29,303)
Income (loss) before income taxes7,472 (3,061)84,885 16,919 
Income tax expense1,105 708 18,435 6,967 
Net income (loss)$6,367 $(3,769)$66,450 $9,952 
Less: Net income (loss) attributable to non-controlling interests2,755 (2,367)31,192 8,234 
Net income (loss) attributable to Dutch Bros Inc.$3,612 $(1,402)$35,258 $1,718 
Net income (loss) per share of Class A and Class D common stock:


Basic$0.03 $(0.02)$0.34 $0.03 
Diluted$0.03 $(0.02)$0.34 $0.03 
Weighted-average shares of Class A and Class D common stock outstanding:
Basic114,668 75,356 103,504 62,074 
Diluted115,248 75,356 104,129 62,074 


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DUTCH BROS INC.
Segment Financials
 Three Months Ended December 31,Year Ended December 31,
(in thousands; unaudited)
2024202320242023
Revenues
Company-operated shops$314,182 $227,351 $1,165,830 $857,939 
Franchising and other28,604 26,772 115,185 107,837 
Total revenues342,786 254,123 1,281,015 965,776 
Cost of sales
Company-operated shops
Beverage, food & packaging79,829 60,431 296,752 230,133 
Labor costs84,998 61,700 315,805 230,505 
Occupancy & other costs54,906 41,568 191,372 140,895 
Pre-opening costs3,581 3,404 15,133 14,083 
Franchising and other6,396 8,570 30,100 31,378 
Segment cost of sales1
229,710 175,673 849,162 646,994 
Segment contribution
Company-operated shops90,868 60,248 346,768 242,323 
Franchising and other22,208 18,202 85,085 76,459 
Total segment contribution$113,076 $78,450 $431,853 $318,782 
Segment depreciation and amortization
(25,128)(19,325)(91,724)(67,486)
Selling, general and administrative(72,170)(56,946)(234,036)(205,074)
Interest expense, net(6,761)(6,052)(27,020)(32,321)
Other income (expense), net
(1,545)812 5,812 3,018 
Income (loss) before income taxes
$7,472 $(3,061)$84,885 $16,919 
__________________
1 Segment cost of sales for this presentation excludes impact of depreciation and amortization.

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DUTCH BROS INC.
Company-Operated Shop Results
 Three Months Ended
December 31,
Year Ended
December 31,
20242023 20242023
(in thousands; unaudited)$%$%$%$%
Company-operated shops revenue314,182 100.0 227,351 100.0 1,165,830 100.0 857,939 100.0 
Beverage, food and packaging costs79,829 25.4 60,431 26.6 296,752 25.5 230,133 26.9 
Labor costs84,998 27.1 61,700 27.1 315,805 27.1 230,505 26.9 
Occupancy and other costs54,906 17.5 41,568 18.3 191,372 16.4 140,895 16.4 
Pre-opening costs3,581 1.1 3,404 1.5 15,133 1.3 14,083 1.6 
Depreciation and amortization23,607 7.5 17,956 7.9 86,809 7.4 62,088 7.2 
Company-operated shop costs and expenses246,921 78.6 185,059 81.4 905,871 77.7 677,704 79.0 
Company-operated shop gross profit
67,261 21.4 42,292 18.6 259,959 22.3 180,235 21.0 
Company-operated shop contribution 1
90,868 28.9 60,248 26.5 346,768 29.7 242,323 28.2 
_________________
1    Reconciliation of GAAP to non-GAAP results is provided in the section “Non-GAAP Financial Measures”.
DUTCH BROS INC.
Summary Cash Flows Data
Year Ended
December 31,
(in thousands; unaudited)20242023
Net cash provided by operating activities$246,432 $139,915 
Net cash used in investing activities(212,072)(227,280)
Net cash provided by financing activities125,449 200,732 
Net increase in cash and cash equivalents$159,809 $113,367 
Cash and cash equivalents at beginning of period133,545 20,178 
Cash and cash equivalents at end of period$293,354 $133,545 

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DUTCH BROS INC.
Condensed Consolidated Balance Sheets
(in thousands; unaudited)December 31,
2024
December 31,
2023
ASSETS
Current assets:
Cash and cash equivalents$293,354 $133,545 
Accounts receivable, net10,598 9,124 
Inventories, net36,488 46,953 
Prepaid expenses and other current assets17,501 15,637 
Total current assets357,941 205,259 
Property and equipment, net683,971 542,440 
Finance lease right-of-use assets, net374,623 382,734 
Operating lease right-of-use assets, net315,256 199,673 
Intangibles, net2,947 5,415 
Goodwill21,629 21,629 
Deferred income tax assets, net742,126 402,995 
Other long-term assets2,592 3,865 
Total assets$2,501,085 $1,764,010 
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable$32,225 $29,957 
Accrued compensation and benefits49,778 31,405 
Other accrued liabilities
26,516 15,770 
Other current liabilities7,067 6,423 
Deferred revenue42,868 30,349 
Current portion of tax receivable agreements liability71 — 
Current portion of finance lease liabilities13,256 9,482 
Current portion of operating lease liabilities13,979 10,239 
Current portion of long-term debt17,311 4,491 
Total current liabilities203,071 138,116 
Deferred revenue, net of current portion8,015 6,676 
Finance lease liabilities, net of current portion369,297 367,775 
Operating lease liabilities, net of current portion309,311 191,419 
Long-term debt, net of current portion219,755 93,175 
Tax receivable agreements liability
627,763 290,920 
Other long-term liabilities
Total liabilities1,737,220 1,088,089 
Equity:
Common stock
Additional paid in capital517,074 379,391 
Accumulated other comprehensive income628 544 
Retained earnings (accumulated deficit)19,666 (15,592)
Total stockholders' equity attributable to Dutch Bros Inc.537,369 364,345 
Non-controlling interests226,496 311,576 
Total equity763,865 675,921 
Total liabilities and equity$2,501,085 $1,764,010 


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DUTCH BROS INC.
Select Financial Metrics
Three Months Ended
December 31,
Year Ended
December 31,
(in thousands, except number of shops data; unaudited)2024202320242023
Shop count, beginning of period
Company-operated645510542396
Franchised305284289275
 950794831 671
Company-operated new openings2532128146
Franchised new openings752313
Re-openings 1
1
Shop count, end of period
Company-operated670542670 542
Franchised312289312 289
Total shop count982831982 831
Systemwide AUV 2
N/AN/A$2,018$1,973
Company-operated shops AUV 2
N/AN/A$1,933$1,902
Systemwide same shop sales 3, 4
6.9 %5.0 %5.3 %2.8 %
Ticket
4.6 %5.4 %5.4 %7.3 %
Transactions
2.3 %(0.4)%(0.1)%(4.5)%
Company-operated same shop sales 3
9.5 %4.6 %6.8 %1.5 %
Ticket
4.3 %4.9 %5.3 %7.2 %
Transactions
5.2 %(0.3)%1.5 %(5.7)%
Systemwide sales 4
$476,268$375,149$1,819,018$1,444,433
Company-operated operating weeks 5
8,5136,81931,70824,395
Franchising and other operating weeks 5
4,0033,74315,57914,624
Dutch Rewards transactions as a percentage of total transactions 6
70.6 %65.4 %67.8 %64.5 %
Three Months Ended
December 31,
Year Ended
December 31,
20242023 20242023
(in thousands; unaudited)$%$%$%$%
Company-operated shop revenues314,182100.0 227,351100.0 1,165,830100.0 857,939100.0 
Company-operated shop gross profit
67,26121.4 42,29218.6 259,95922.3 180,23521.0 
Company-operated shop contribution 7
90,86828.9 60,24826.5 346,76829.7 242,32328.2 
Selling, general, and administrative expenses
72,17021.1 56,94622.4 234,03618.3 205,07421.2 
Adjusted selling, general, and administrative expenses 7
64,39918.8 43,79017.2 202,72015.8 159,10116.5 
Net income (loss)6,3671.9 (3,769)(1.5)66,4505.2 9,9521.0 
Adjusted EBITDA 7
48,82214.2 34,57513.6 230,28318.0 160,06216.6 

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___________
1    Re-opening of a shop that was temporarily closed in 2021.
2    AUVs are determined based on the net sales for any trailing twelve-month period for systemwide and company-operated shops that have been open a minimum of 15 months. AUVs are calculated by dividing the systemwide and company-operated shop net sales by the total number of systemwide and company-operated shops, respectively. Management uses these metrics as an indicator of shop growth and future expectations of mature locations.
3    Same shop sales represents the estimated percentage change in year-over-year sales for the comparable shop base, which we define as shops open for 15 complete months or longer as of the first day of the reporting period. Same shop sales can be impacted by changes in customer transaction counts and by changes in the per-ticket amounts. Management uses these metrics as an indicator of shop growth and future expansion strategy. The number of shops included in the systemwide and company-operated comparable bases for the respective periods are presented in the following table.
Three Months Ended December 31,Year Ended December 31,
2024202320242023
Systemwide shop base754 603 641 503 
Company-operated shop base473 336 370 246 
4    Systemwide sales and systemwide same shop sales are operating measures that include sales at company-operated shops and sales at franchised shops during the comparable periods presented. Franchise sales represent sales at all franchise shops and are revenues to our franchisees. We do not record franchise sales as revenues; however, our royalty revenues and advertising fund contributions are calculated based on a percentage of franchise sales. As these metrics include sales reported to us by our non-consolidated franchise partners, these metrics should be considered as a supplement to, not a substitute for, our results as reported under U.S. GAAP. Management uses these metrics as indicators of our system’s overall financial health, growth and future expansion prospects.
5    Company-operated and franchise shops operating weeks are calculated based on the number operating days for the shop base and dividing by 7. Our shop base is defined as shops opened as of the end date of the periods presented. The operating weeks calculations reflect re-acquired franchises through 2022. Management uses these metrics as indicators of our system’s overall financial health, growth and future expansion prospects.
6    Dutch Rewards is our digitally-based rewards program available exclusively through the Dutch Rewards app. Management uses this metric as an indicator of customer loyalty adoption of our Dutch Rewards app and future promotional plans.
7    Reconciliation of U.S. GAAP to non-GAAP results is provided in the section “Non-GAAP Financial Measures”.
Non-GAAP Financial Measures
In addition to disclosing financial results in accordance with U.S. GAAP, this release contains references to the non-GAAP financial measures below. We believe these non-GAAP financial measures provide investors with useful supplemental information about our operating performance, enable comparison of financial trends and results between periods where certain items may vary independent of business performance, and allow for greater transparency with respect to key metrics used by management in operating our business and measuring our performance.
Our non-GAAP financial measures reflect adjustments based on one or more of the following items, as well as the related income tax effects where applicable. Income tax effects have been calculated based on the combined total non-GAAP adjustments using our total effective tax rate. These non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with U.S. GAAP, and the financial results calculated in accordance with U.S. GAAP and reconciliations from these results should be carefully evaluated.

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Company-operated shop contribution (in dollars and as a percentage of revenue)
Definition and/or calculation
Company-operated shop segment gross profit, before company-operated shop depreciation and amortization.
Usefulness to management and investors
This non-GAAP measure is used by our management in making performance decisions without the impact of non-cash depreciation and amortization charges. This is a standard metric used across our industry by investors.
EBITDA, Adjusted EBITDA (in dollars and as a percentage of revenue)
EBITDA — definition and/or calculation
Net income (loss) before interest expense (net of interest income), income tax expense, and depreciation and amortization expense.
Adjusted EBITDA — definition and/or calculation
Defined as EBITDA (as defined above), excluding equity-based compensation, expenses associated with equity offerings, executive transitions, (gain) loss on the remeasurement of the liability related to the Tax Receivable Agreements (TRAs), legal proceedings, sale of Aircraft, and organization realignment and restructuring costs.
Usefulness to management and investors
These non-GAAP measures are supplemental operating performance measures we believe facilitate comparisons to historical performance and competitors’ operating results. We believe these non-GAAP measures presented provide investors with a supplemental view of our operating performance that facilitates analysis and comparisons of our ongoing business operations because they exclude items that may not be indicative of our ongoing operating performance.
Adjusted selling, general, and administrative (in dollars and as a percentage of revenue)
Definition and/or calculation
Selling, general, and administrative expenses, excluding depreciation and amortization, equity-based compensation expense, expenses associated with equity offerings, executive transitions, legal proceedings, and organization realignment and restructuring costs.
Usefulness to management and investors
This non-GAAP measure is used as a supplemental measure of operating performance that we believe is useful to evaluate our performance period over period and relative to our competitors. We believe the non-GAAP measure presented provides investors with a supplemental view of our operating performance that facilitates analysis and comparisons of our ongoing business operations because it excludes items that may not be indicative of our ongoing operating performance.
Adjusted net income
Definition and/or calculation
Net income (loss), excluding equity-based compensation expense, expenses associated with equity offerings, executive transitions, (gain) loss on the remeasurement of the liability related to the TRAs, legal proceedings, sale of Aircraft, organization realignment and restructuring costs, and income tax effects of items excluded from net income (loss).
Usefulness to management and investors
This non-GAAP measure is used as a supplemental measure of operating performance that we believe is useful to evaluate our performance period over period and relative to our competitors. We believe this measure facilitates a better comparison with other companies that have different organizational and tax structures, as well as comparisons period over period.

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Adjusted fully exchanged weighted-average shares of diluted common stock outstanding
Definition and/or calculation
Weighted-average shares of Class A and Class D common stock outstanding - basic with addition of dilutive impacts of restricted stock awards and units, as well as the assumed exchange of all of the Dutch Bros OpCo Class A common units not held by Dutch Bros Inc. for Dutch Bros Inc. Class A common stock.
Usefulness to management and investors
This non-GAAP measure is used as a supplemental measure of operating performance that we believe is useful to evaluate our performance period over period and relative to our competitors. By adding in the assumed exchange of all of the outstanding Dutch Bros OpCo Class A common units not held by Dutch Bros Inc. for Dutch Bros Inc. Class A common stock, we believe this measure facilitates a better comparison with other companies that have different organizational and tax structures, as well as comparisons period over period.
Adjusted net income per fully exchanged share of diluted common stock
Definition and/or calculation
Net income per share of Class A and Class D common stock - diluted, excluding per share impacts of equity-based compensation expense, expenses associated with equity offerings, executives transition costs, (gain) loss on the remeasurement of the liability related to the TRAs, legal proceedings, sale of Aircraft, organization realignment and restructuring costs, income tax effects of items excluded from net income (loss), and removal of per share impacts of controlling and non-controlling interests.
Usefulness to management and investors
This non-GAAP measure is used as a supplemental measure of operating performance that we believe is useful to evaluate our performance period over period and relative to our competitors. By assuming the full exchange of all of the outstanding Dutch Bros OpCo Class A common units not held by Dutch Bros Inc. for Dutch Bros Inc. Class A common stock and related net income (loss) adjustments, we believe this measure facilitates a better comparison with other companies that have different organizational and tax structures, as well as comparisons period over period.
Non-GAAP adjustments
Below are the definitions of the non-GAAP adjustments that are used in the calculation of our non-GAAP measures, as described above.
Equity-based compensation
Non-cash expenses related to the grant and vesting of stock awards, including restricted stock awards and restricted stock units in Dutch Bros Inc. to certain eligible employees.
Expenses associated with equity offerings
Costs incurred as a result of our equity offerings, including secondary offerings by our Sponsor. These costs include, but are not limited to, legal fees, consulting fees, tax fees, and accounting fees.
Executive transitions
Employee severance and related benefit costs, as well as sign-on bonus(es) for several executive level transitions occurring in 2022 and 2023, and amortized through the first quarter of 2024.
TRAs remeasurements
(Gain) loss impacts related to adjustments of our TRAs liabilities.
Legal proceedings
Loss accrual related to certain legal disputes.
Sale of Aircraft
Gain impact related to the sale of our airplane, hangar and related equipment to our Co-Founder.

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Organization realignment and restructuring
Fees and costs, including consulting, employee-related and other costs, in connection with our comprehensive initiative to develop and implement a long-term strategy involving changes to our organizational structure to support our growth. This initiative resulted in realignment activities that occurred in 2023, and restructuring activities that commenced in 2024, and are expected to continue through the first half of 2025. Given this strategic initiative's magnitude and scope, we do not expect such costs will recur in the foreseeable future, and do not consider such costs reflective of the ongoing costs necessary to operate our business.
Dilutive effects of restricted stock awards and units
Addition of incremental shares of restricted stock awards and units calculated under the treasury stock method, when they are dilutive for the calculation of weighted-average shares on a non-GAAP basis.
Assumed exchange of weighted-average LLC interests for shares of Class A common stock
Weighted-average of all outstanding Dutch Bros OpCo Class A common units not held by Dutch Bros Inc. that are assumed to be exchanged for Dutch Bros Inc. Class A common stock.
Controlling and non-controlling interest adjustments
Adjustments to controlling and non-controlling interests to align the numerator of the net income (loss) per share to the denominator, which assumes the full exchange of all outstanding Dutch Bros OpCo Class A common units not held by Dutch Bros Inc. for Dutch Bros Inc. Class A common stock.
Supplemental Reconciliations of U.S. GAAP Actuals to Non-GAAP Actuals
Following are the reconciliations of the most comparable GAAP financial measure to non-GAAP financial measure. These non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with U.S. GAAP, and the reconciliations from U.S. GAAP to Non-GAAP measures should be carefully evaluated. Please refer to "Non-GAAP Financial Measures" in this release for a detailed explanation of the adjustments made to the comparable U.S. GAAP measures, the ways management uses the non-GAAP measures, and the reasons why management believes the non-GAAP measures provide useful information for investors.
Three Months Ended December 31,Year Ended December 31,
 2024202320242023
(in thousands; unaudited)$%$%$%$%
Company-operated shop gross profit67,261 21.4 42,292 18.6 259,959 22.3 180,235 21.0 
Depreciation and amortization23,607 7.5 17,956 7.9 86,809 7.4 62,088 7.2 
Company-operated shop contribution90,868 28.9 60,248 26.5 346,768 29.7 242,323 28.2 


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Three Months Ended December 31,Year Ended December 31,
 2024202320242023
(in thousands; unaudited)$%$%$%$%
Net income (loss)6,367 1.9 (3,769)(1.5)66,450 5.2 9,952 1.0 
Depreciation and amortization25,521 7.4 19,724 7.7 93,005 7.3 69,135 7.2 
Interest expense, net6,761 2.0 6,052 2.4 27,020 2.1 32,321 3.3 
Income tax expense1,105 0.3 708 0.3 18,435 1.4 6,967 0.8 
EBITDA39,754 11.6 22,715 8.9 204,910 16.0 118,375 12.3 
Equity-based compensation3,262 1.0 10,205 4.0 11,482 0.9 39,222 4.1 
Expenses associated with equity offerings— — — — 1,489 0.1 — — 
Executive transitions
— — 400 0.2 75 — 1,000 0.1 
TRAs remeasurements1,440 0.3 (898)(0.3)(4,247)(0.3)(2,638)(0.3)
Legal proceedings— — — — — — 1,950 0.2 
Sale of Aircraft
— — — — (1,302)(0.1)— — 
Organization realignment and restructuring:
Consulting
— — 2,153 0.8 — — 2,153 0.2 
Employee-related costs
2,262 0.7 — — 15,549 1.2 — — 
Other costs
2,104 0.6 — — 2,327 0.2 — — 
Total organization realignment and restructuring
4,366 1.3 2,153 0.8 17,876 1.4 2,153 0.2 
Adjusted EBITDA48,822 14.2 34,575 13.6 230,283 18.0 160,062 16.6 

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Three Months Ended December 31,Year Ended December 31,
2024202320242023
(in thousands; unaudited)$%$%$%$%
Selling, general, and administrative
72,170 21.1 56,946 22.4 234,036 18.3 205,074 21.2 
Depreciation and amortization(393)(0.1)(398)(0.2)(1,281)(0.2)(1,648)(0.1)
Equity-based compensation(3,012)(0.9)(10,205)(4.0)(10,595)(0.8)(39,222)(4.1)
Expenses associated with equity offerings
— — — — (1,489)(0.1)— — 
Executive transitions
— — (400)(0.2)(75)— (1,000)(0.1)
Legal proceedings— — — — — — (1,950)(0.2)
Organization realignment and restructuring:
Consulting
— — (2,153)(0.8)— — (2,153)(0.2)
Employee-related costs
(2,262)(0.7)— — (15,549)(1.2)— — 
Other costs(2,104)(0.6)— — (2,327)(0.2)— — 
Total organization realignment and restructuring
(4,366)(1.3)(2,153)(0.8)(17,876)(1.4)(2,153)(0.2)
Adjusted selling, general, and administrative
64,399 18.8 43,790 17.2 202,720 15.8 159,101 16.5 
Three Months Ended December 31,Year Ended December 31,
(in thousands; unaudited)2024202320242023
Net income (loss)
$6,367 $(3,769)$66,450 $9,952 
Equity-based compensation3,262 10,205 11,482 39,222 
Expenses associated with equity offerings
— — 1,489 — 
Executive transitions
— 400 75 1,000 
TRAs remeasurements1,440 (898)(4,247)(2,638)
Legal proceedings— — — 1,950 
Sale of Aircraft
— — (1,302)— 
Organization realignment and restructuring:
Consulting
— 2,153 — 2,153 
Employee-related costs
2,262 — 15,549 — 
Other costs
2,104 — 2,327 — 
Total organization realignment and restructuring
4,366 2,153 17,876 2,153 
Income tax effects(2,925)(675)(3,997)(1,456)
Adjusted net income$12,510 $7,416 $87,826 $50,183 

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Three Months Ended December 31,Year Ended December 31,
(in thousands, except per share amounts; unaudited)2024202320242023
Weighted-average shares of Class A and Class D common stock outstanding - basic114,668 75,356 103,504 62,074 
Dilutive effects of restricted stock awards and units
580 — 625 — 
Weighted-average shares of Class A and Class D common stock outstanding - diluted115,248 75,356 104,129 62,074 
Dilutive effects of restricted stock awards and units
— 1,154 — 826 
Assumed exchange of weighted-average Dutch Bros OpCo Class A common units for shares of Dutch Bros Inc. Class A common stock
62,530 100,454 73,660 104,419 
Adjusted fully exchanged weighted-average shares of common stock outstanding - diluted177,778 176,964 177,789 167,319 
Net income per share of Class A and Class D common stock - diluted
$0.03 $(0.02)$0.34 $0.03 
Controlling and non-controlling interest adjustments0.01 — 0.03 0.03 
Equity-based compensation0.02 0.06 0.06 0.24 
Expenses associated with equity offerings
— — 0.01 — 
Executive transitions
— — — 0.01 
TRAs remeasurements0.01 (0.01)(0.02)(0.02)
Legal proceedings— — — 0.01 
Sale of Aircraft
— — (0.01)— 
Organization realignment and restructuring:
Consulting
— 0.01 — 0.01 
Employee-related costs
0.01 — 0.09 — 
Other costs
0.01 — 0.01 — 
Total organization realignment and restructuring
0.02 0.01 0.10 0.01 
Income tax effects(0.02)— (0.02)(0.01)
Adjusted net income per fully exchanged share of diluted common stock$0.07 $0.04 $0.49 $0.30 

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For Investor Relations inquiries:
Jeff Priester
ICR
(332) 242-4370
investors@dutchbros.com
 
For Media Relations inquiries:
Jessica Liddell
ICR
(203) 682-8208
jessica.liddell@icrinc.com

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